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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report: December 12, 1995
HAWTHORNE FINANCIAL CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
Commission File Number 0-1100
DELAWARE 95-2085671
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification Number)
2381 ROSECRANS AVENUE, EL SEGUNDO, CA 90245
(Address of Principal Executive Offices) (Zip Code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (310) 725-5000
Page 1 of 3 Pages
Exhibit index at Page 2
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HAWTHORNE FINANCIAL CORPORATION AND SUBSIDIARY
FORM 8-K INFORMATION TO BE INCLUDED
DATE OF REPORT: DECEMBER 12, 1995
ITEM 5. Other Events
Hawthorne Financial Corporation (the "Company") reached
agreement with investors to purchase an aggregate of $27
million of "investment units" at a price of $500,000 per
unit, in a private placement offering (the "Offering"), each
investment unit consisting of $250,000 principal amount of
the Company's senior notes, five shares of the Company's
cumulative preferred stock, series A (the "Preferred Stock"),
and a warrant to purchase 44,000 shares of the Company's
common stock. The private placement was completed on December
12, 1995 and produced net proceeds to the Company that were
adequate, after infusion into Hawthorne Savings, F.S.B., to
satisfy the capital-raising provisions of the Prompt Corrective
Action Directive (the "PCA Directive") from the Office of
Thrift Supervision (the "OTS") and to render the Bank a
"well-capitalized" institution. The OTS, by letter dated
December 13, 1995, a copy of which is attached hereto as
Exhibit 3, terminated the PCA Directive and declared the Bank's
capital restoration plan dated June 22, 1995 void.
ITEM 7. Financial Statements and Exhibits
Exhibit No. Exhibit
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1 Unit Purchase Agreement dated as of October 10, 1995
between the Company and the Purchasers, as amended
by Amendment No. 1 to Unit Purchase Agreement dated
as of December 7, 1995.
2 Certificate of Designations and Preferences relating
to the Preferred Stock filed with the Secretary of
State of Delaware on December 11, 1995.
3 OTS Letter dated as of December 13, 1995 terminating
the PCA Directive.
4 Press Release dated as of December 14, 1995.
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Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
HAWTHORNE FINANCIAL CORPORATION
Dated February 7, 1996 /s/ SCOTT A. BRALY
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Scott A. Braly
President and
Chief Executive Officer
Dated February 7, 1996 /s/ NORMAN A. MORALES
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Norman A. Morales
Executive Vice President
and Chief Financial Officer
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